Newcastle Investment Holdings Corp Watch

from S-11/A ~5 pages Form of Stock Option Agreement

from S-11/A ~20 pages Nonqualified Stock Option and Incentive Award Plan

from S-11/A >50 pages Amended/Restated Agreement of Limited Partnership

from S-11/A ~20 pages Amended/Restated Management and Advisory Agreement

from S-11/A ~10 pages Subscription Agreement

from S-11/A 1 page Investment Guidelines

from S-11/A ~20 pages Limited Liability Company Agreement

from S-11/A 1 page Investment Guidelines of Fortress Investment Corp. Capitalization Terms Used but Not Defined Herein Shall Have the Meanings Ascribed Thereto in That Certain Management and Advisory Agreement Dated of June , 1998 (The "Management Agreement") by and Between the Fortress Investment Corp. (The "Corporation" or the "REIT"), Fortress Investment Group LLC (The "Manager") and Fortress Partners, LP (The "Operating Partnership"). 1. No Investment of the Corporation or the Operating Partnership Shall Be Made Which Would Cause the Corporation to Fail to Qualify as a Real Estate Investment Trust Under the Internal Revenue Code of 1986, as Amended. 2. No Investment of the Corporation or the Operating Partnership Shall Be Made Which Would Cause the Corporation or the Opening Partnership to Be Regulated as an Investment Company Under the Investment Company Act of 1940. 3. the Corporation Shall Not Invest (And Shall Not Permit the Operating Partnership to Invest) More Than 20% of Its Gross Equity, Determined as of the Date of Such Investment, in Any Single Asset. 4. the Debt of the Corporation (Including the Corporation's Pro Rata Share of Debt of Its Subsidiaries) Shall Not Exceed 90% of the Sum of Such Debt and the Gross Equity of the Corporation. 5. the Corporation Shall Not Co-Invest With the Manager or Any of Its Affiliates Unless (I) Corporation's Co-Investment Is Otherwise in Accordance With These Guidelines and (II) the Terns of Such Co- Investment Are at Least as Favorable to the Corporation as to the Manager or Such Affiliate 9as Applicable) Making Such Co-Investment With the Manager

from S-11 ~10 pages Asset Purchase Agreement

from S-11 ~20 pages Limited Liability Agreement

from S-11 >50 pages Limited Partnership Agreement

from S-11 ~20 pages Management and Advisory Agreement